As part of the review of its financial policies, it has appeared of interest to Ciments Français to be able to benefit from financing sources arranged at Italcementi level, thus taking advantage of a wider borrowing capacity and of synergies resulting from a centralised financial policy.
With this background, an amendment has been executed clarifying that the Note Purchase Agreement entered into in 2002 and 2006 with U.S. investors were allowing Ciments Français, in the ordinary course of its business, to borrow monies from Italcementi or its subsidiaries at usual market conditions.
Notes issued under 2002 Note Purchase Agreement amounted to USD 200 million, redeemable partly in 2012 and for the balance in 2014; Notes issued under the 2006 agreement amounted to USD 300 million, redeemable in 2018 and 2021.
Together with this amendment Ciments Français made an offer to repurchase part or all of the outstanding Notes, at a price of USD 1065 per USD 1000 face value of the Notes. The offer period will expire on March 24, 2010 midnight New York time unless, subject to certain conditions, it is extended for a further ten-business day’s period. The Company will announce the amount tendered promptly after the expiry of the offer period. Italcementi will provide the financial resources needed for the offer.
Neither the amendment nor the offer addresses the differences in interpretation that arose in 2009 between the Company and the holders of its U.S. Private Placement Notes in relation to the proposed merger of Ciments Français into Italcementi that was abandoned on June 27, 2009.